01—Abstract
Summary
Summary of the 8-K filed May 19, 2026. Cited figures are marked; the original filing is the authoritative source.
Southwest Airlines Co. entered into an Increase Joinder Agreement No. 1 and First Amendment to Credit Agreement on May 19, 2026, with its lenders and BNP Paribas as administrative and collateral agent.
The amendment amends the Term Loan Credit Agreement dated March 11, 2026, which originally established a senior secured term loan facility with initial term loans of $500 milliona. The Increase Joinder provides for $1.0 billion of incremental term loans, bringing the aggregate outstanding Term Loans to $1.5 billion as of the filing date. It also allows up to $1.0 billion of additional uncommitted incremental term loan commitments to be established later, subject to the amended agreement's terms.
The Term Loans mature in full on March 11, 2029, and may be prepaid at any time, in whole or in part, without premium or penalty, on at least three business days' prior written notice. Amounts prepaid may not be reborrowed. The First Incremental Term Loans have terms substantially the same as the existing Term Loans with respect to interest rate, prepayment, maturity, representations, warranties, covenants, and events of default.
The loans are secured by aircraft and related assets, including additional aircraft added in connection with the Increase Joinder, subject to a minimum collateral coverage ratio requirement. The existing revolving credit facility was not amended. The filing states that the full Increase Joinder will be filed with the Company's Quarterly Report for the quarter ending June 30, 2026, and that the Original Credit Agreement was previously filed as Exhibit 10.3 to the Form 10-Q for the quarter ended March 31, 2026.
02—Key points
Key Highlights
- Entered into Increase Joinder Agreement No. 1 and First Amendment to Credit Agreement on May 19, 2026, with BNP Paribas as administrative and collateral agent
- Added $1.0 billion of First Incremental Term Loans, bringing aggregate outstanding Term Loans to $1.5 billion as of the filing date
- Amended the uncommitted incremental term loan feature to allow up to $1.0 billion of additional incremental term loan commitments
- Term Loans mature in full on March 11, 2029, and can be prepaid at any time without premium or penalty on three business days' notice; prepaid amounts cannot be reborrowed
- Loans are secured by aircraft and related assets, with additional aircraft added to the collateral pool and a minimum collateral coverage ratio requirement
- Existing revolving credit facility was not amended
03—Questions
Frequently Asked Questions
How much debt is outstanding under the amended term loan facility?
As of the filing date, after giving effect to the Increase Joinder and the First Incremental Term Loans, the aggregate outstanding principal amount of Term Loans under the Amended Credit Agreement is $1.5 billion.
When do the term loans mature and can they be prepaid?
The Term Loans mature in full on March 11, 2029. The Company may prepay them at any time, in whole or in part, without premium or penalty, upon at least three business days' prior written notice to the Agent. Prepaid amounts may not be reborrowed.
What collateral secures the term loans?
The Term Loans and other obligations are secured by a grant of a security interest in certain aircraft and related assets under the Original Credit Agreement, plus additional aircraft and related assets added in connection with the Increase Joinder, subject to a minimum collateral coverage ratio requirement. The Company may supplement, replace, or remove collateral, subject to conditions including satisfaction of that ratio.
Does the transaction affect the company's revolving credit facility?
No. The filing states that the existing revolving credit facility was not amended in connection with the Amended Credit Agreement.
Where can investors find the full text of the amendment?
The filing states the Increase Joinder will be filed with the Company's Quarterly Report for the fiscal quarter ending June 30, 2026. The Original Credit Agreement was previously filed as Exhibit 10.3 to the Form 10-Q for the quarter ended March 31, 2026.
04—Continue